Pacific Safety Products Inc.

Pacific Safety Products Inc.

December 31, 2010 12:53 ET

Pacific Safety Products and Zuni Holdings Announce Completion of the Plan of Arrangement

KANATA, ONTARIO--(Marketwire - Dec. 31, 2010) - Pacific Safety Products Inc. (TSX VENTURE:PSP) ("PSP" or the "Company") and Zuni Holdings Ltd. (TSX VENTURE: ZNI.H) ("Zuni") are pleased to announce that they have completed the previously announced acquisition (the "Arrangement") of Zuni's outstanding common shares in exchange for PSP common shares at an agreed exchange ratio of one PSP common share for each Zuni common share, which was carried out by way of a statutory plan of arrangement under section 182 of the Business Corporations Act (Ontario).

The articles of arrangement giving effect to the Arrangement under the Business Corporations Act (Ontario) are effective as at December 31, 2010. 

Upon the Arrangement becoming effective, Zuni became a wholly-owned subsidiary of PSP. All Zuni shareholders immediately prior to the effective time of the Arrangement are entitled to receive PSP common shares in exchange for their Zuni common shares based on the above exchange ratio.

Further trading in Zuni common shares will be halted on the NEX board of the TSX Venture Exchange pending formal delisting. The PSP common shares issued under the Arrangement are expected to be admitted to be trading on the TSX Venture Exchange effective January 4, 2011.

The PSP board of directors and management team have been reconstituted to include nominees of Zuni.

Further details regarding the terms of the Arrangement are set out in the joint management information circular of PSP and Zuni dated November 24, 2010, which is available on the Canadian SEDAR website at

About PSP

The mission statement of Pacific Safety Products Inc. is ...we bring everyday heroes home safely™. PSP is an established industry leader in the production, distribution and sale of high-performance and high-quality safety products for the defence and security market. These products include body armour to protect against ballistic, stab and fragmentation threats, ballistic blankets to reduce blast effects, and protective products against chemical and biological hazards. PSP is the largest body armour manufacturer in Canada, directly supplying the Canadian Department of Defence, Federal Government Agencies and major Canadian law enforcement organizations. The Company also provides specialized law enforcement and safety products through APS Distributors, a division of PSP that services law enforcement and public safety agencies across the country. The Company, through its U.S. subsidiary Sentry Armor Systems Inc., provides body armour products to U.S. based law enforcement and private security firms. The Company also produces tactical clothing. Pacific Safety Products is a reporting issuer in British Columbia, Alberta and Ontario, Canada and publicly trades under the symbol PSP on the TSX Venture Exchange.

For complete consolidated financial statements with notes and management discussion and analysis, refer to SEDAR (

Forward-Looking Statements: This news release contains forward-looking statements based on management's expectations, estimates and projections. All statements that address expectations or projections about the future, including statements about the Company's growth strategy, product development, market position, expected expenditures and financial results are forward-looking statements. Some of the forward-looking statements may be identified by words like "expects," "anticipates," "plans," "intends," "projects," "indicates," and similar expressions. These statements are not guarantees of future performance and involve a number of risks, uncertainties and assumptions. Many factors, including those discussed more fully elsewhere in this release and in documents which may be filed with the British Columbia Securities Commission, the Alberta Securities Commission, the Ontario Securities Commission, the TSX Venture Exchange, as well as others, could cause results to differ materially from those stated. These factors include, but are not limited to, obtaining final court approval and the completion of the transaction. These forward-looking statements represent management's best judgment based on current facts and assumptions that management considers reasonable. The companies make no representation that reasonable business people in possession of the same information would reach the same conclusions. Forward-looking statements are not guarantees of future performance and involve a number of risks, uncertainties and assumptions. Many factors, including those discussed more fully elsewhere in this release and in documents which may be filed with applicable Canadian securities regulatory authorities and the TSX Venture Exchange could cause results to differ materially from those stated.

Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.

Contact Information

  • Pacific Safety Products Inc.
    Douglas Lucky
    Chief Executive Officer